This proposal describes a novel, low-cost, high-performance compact carotid ultrasound imaging system to meet the clinical point-of-care needs for stenosis assessment based upon consensus practice criteria guidelines. At the same time, this system will meet the growing need for advanced cardiovascular (CV) risk assessment. This research integrates proven fundamental techniques with modern technology. The proposed device revisits standard ultrasound measurement techniques, but significantly improves on them. These improvements are achieved by using an innovative engineering design, accurate track and hold front-end, low-cost analog to digital converters, and an innovative electro-magnetic transducer drive system and distributed signal processing architecture to realize a high performance carotid imager at low manufacturing cost. Building upon the success of an NIH sponsored translational research project to make an ultrasound smart sensor (NHLBI grant 5RC1HL101881, William Weitzel, PI) and leveraging our proprietary radiofrequency (RF) ultrasound speckle tracking algorithms, we will develop application specific 3D measurement tools for the carotid artery. We leverage modern, miniaturized reconfigurable electronic components and high bandwidth wireless technology, to integrate low-level ultrasound signal generation, acquisition and pre-processing in the transducer-display module and then distribute (remotely perform) the higher-level signal processing, image construction and image processing. We build upon our current system hardware architecture to: 1) extend data acquisition into 3D meeting the point-of-care needs for carotid stenosis assessment, 2) develop server side system algorithms for improved operator independent measurements of stenosis using advanced signal processing and RF tracking, and 3) expand diagnostic capabilities for CV risk assessment by leveraging our technical advantages for accurately measuring carotid distensability using our innovative platform.